CITY OF ST.

PETERSBURG FLORIDA

Concerning the removal of Violations:

(1) Delphinia N. Davis, Count One: Failure to File Annual Report

(2) Harry L. Harvey, and Count Two: Lack of Regular and Timely
Attendance at Board Meetings
(3) Ann Sherman-White
Count Three: Misuse of Authority Property
as commissioners of the Housing Authority
of the City of St. Petersburg, Florida, for Count Four: Failure to Provide Material
various instances of inefficiency, neglect of Facts and Information
duty, or misconduct
(Fla. Stat. § 421.07) Count Five: Failure to Exercise Due Care

Count Six: Failure to Abide by Sunshine

Law and Quorum Requirements
Charges

CHARGES

Housing Authority and its Commissioners, Generally

1. Florida Statutes chapter 421, part I (the “Housing Authorities Law”) establishes for each
city in Florida a separate public body corporate and politic for the purpose of addressing the short-
age of affordable housing in that city.

2. Each such entity is known as the “Housing Authority” of the city for which it is established
and is authorized to transact business and exercise its powers after the governing body of that city
adopts a resolution declaring the need for the housing authority to function.

3. In addition to granting each city’s governing body with authority to determine when the
housing authority for that city may begin operations, the Housing Authorities Law also authorizes
the mayor of each city, with approval or concurrence from that city’s governing body, to appoint,
reappoint, and, in certain circumstances, remove the commissioners in whom the housing author-
ity’s powers are vested.

4. On November 9, 1937, the City Council of the City of St. Petersburg, Florida (the “City
Council”), adopted resolution 155/33 for the purpose of authorizing the Housing Authority of the
City of St. Petersburg, Florida (the “Authority”) to transact business and exercise its powers
within the City of St. Petersburg, Florida (the “City”).

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5. The Authority is currently governed by seven commissioners (each a “Commissioner”)
appointed by the City’s mayor (the “Mayor”) and approved by the City Council in accordance
with Florida Statutes section 421.05(1). Collectively, these seven commissioners comprise the Au-
thority’s board (the “Board”).

6. The duties of the Commissioners flow from a variety of sources, including:

(a) the Florida Statutes, including the Housing Authorities Law, section 286.011 (the “Sun-
shine Law”), and various provisions regarding public records;

(b) regulatory requirements imposed by the United States Department of Housing and Urban
Development (“HUD”) as a condition of federal funding, including the Annual Contribu-
tions Contract between HUD and the Authority;

(c) the Authority’s bylaws (the “Bylaws”); and

(d) other Authority-promulgated policies and procedures, including the Personnel Policy dated
October 2018 (the “Personnel Policy”).

7. Although the Housing Authorities Law and the Bylaws are silent on the matter of fiduciary
duty, it is generally accepted that each Commissioner owes a fiduciary duty to the Authority in
carrying out Authority business. Fiduciary duty is explicitly addressed in the Personnel Policy,
which states on page 10 that “Commissioners . . . of the Authority shall, at all times in the perfor-
mance of their duties, owe a fiduciary duty to the Authority.” It is also addressed in the Governance
Presentation provided to Commissioners, which states on slide 7 that “Commissioners owe a fidu-
ciary responsibility in the performance of his/her duties.” See supra ¶ 10.

8. Generally speaking, fiduciary duty is an equitable concept that arises when a relationship
of trust and confidence exists such that one party in the relationship (generally referred to as a
“fiduciary”) has heightened obligations toward the other. Fiduciary duty is comprised of two con-
stituent duties—both of which must be exercised in good faith:

(a) the duty of loyalty, which includes an obligation on the part of the fiduciary to disclose
material facts or information, and

(b) the duty of due care, which includes an obligation on the part of the fiduciary to inform
himself or herself when making decisions.

9. Although not authoritative, the Handbook for Commissioners published by the National
Association of Housing and Redevelopment Officials is a primary source of guidance given to
Commissioners with respect to the practical aspects of their office. According to the Authority’s
general counsel, the handbook is “an excellent overview of the role and duties of a Commissioner,”

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and each Commissioner receives a copy as part of an orientation package upon joining the Board.
See March 22 Letter § 2, at 2 (as defined in supra ¶ 15(c)). Commissioners currently receive the
second edition of the handbook (the “Commissioner Handbook”).

10. Commissioners also receive occasional in-person training related to their respective re-
sponsibilities. For example, on July 31, 2018, at a meeting of the Board attended by Davis, Harvey,
and Sherman-White, the Authority’s general counsel made a presentation on Board governance.
The PowerPoint presentation that was apparently used in conjunction with this presentation ad-
dresses a variety of legal obligations, including the Sunshine Law (the “Governance Presenta-
tion”).

Removal of Commissioners

11. As noted in paragraph 3, the Housing Authorities Law explicitly authorizes removal of a
housing authority commissioner in certain circumstances. And pursuant to that authorization, the
Mayor has brought the charges set forth in this document for the purpose of removing the following
individuals from the office of Commissioner pursuant to Florida Statutes section 421.07:

(a) Delphinia N. Davis (“Davis”), whose initial appointment as a Commissioner was approved
on December 17, 2009, pursuant to City Council resolution 2009-656.

(b) Harry L. Harvey (“Harvey”) whose initial appointment as a Commissioner was approved
on December 1, 1996, pursuant to City Council resolution 96-937.

(c) Ann Sherman-White (“Sherman-White”), whose initial appointment as a Commissioner

was approved on June 1, 2017, pursuant to City Council resolution 2017-350.

12. Florida Statutes section 421.07 provides for removal of a Commissioner from office as
follows:

For inefficiency or neglect of duty or misconduct in office, a com-

missioner of an authority may be removed by the mayor with the
concurrence of the governing body, but a commissioner shall be re-
moved only after he or she shall have been given a copy of the
charges at least 10 days prior to the hearing thereon and had an op-
portunity to be heard in person or by counsel. In the event of the
removal of any commissioner, a record of the proceedings, together
with the charges and findings thereon, shall be filed in the office of
the clerk.

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13. Because the Florida Legislature elected not to define “inefficiency,” “neglect of duty,” or
“misconduct in office” in the Housing Authorities Law, it is appropriate to apply the common-law
meaning for each term or, in the absence of a common-law meaning, the ordinary meaning.

(a) Black’s Law Dictionary does not define the terms “inefficiency” or “inefficient,” but the
Merriam-Webster.com dictionary defines “inefficient” as follows: “not efficient: such as
“[a] not producing the effect intended or desired; [b] wasteful of time or energy; or [c] in-
capable, incompetent.”

(b) Black’s Law Dictionary defines “neglect” as “1. [t]he omission of proper attention to a
person or thing, whether inadvertent, negligent, or willful; the act or condition of disre-
garding. 2. [t]he failure to give proper attention, supervision, or necessities . . . to such an
extent that harm results or is likely to result.”

(c) Black’s Law Dictionary defines “misconduct in office” as “[a] public officer’s corrupt
violation of assigned duties by malfeasance, misfeasance, or nonfeasance.” Black’s Law
Dictionary also defines the terms upon which that definition is based:

(i) “corrupt” means “[h]aving an unlawful or depraved motive; esp., influenced by

bribery.”

(ii) “malfeasance” means “[a] wrongful or unlawful act; esp. wrongdoing or miscon-
duct by a public official.”

(iii) “misfeasance” means “lawful act performed in a wrongful manner.”

(iv) “nonfeasance” means “[t]he failure to act when a duty to act existed.”

14. Pursuant to Florida’s Sunshine Law, Commissioners may take action on behalf of the Au-
thority only at a meeting that is open to the public, reasonably noticed, and documented through
written minutes. But due to the following factors, it is difficult to determine exactly what happens
at any given meeting of Commissioners without physically attending that meeting:

(a) The Authority does not broadcast meetings in real time via audio or video.

(b) The Authority makes an audio recording of most meetings,1 but that recording is not pub-
lished and the speech on the recording is not always audible.

1
See paragraphs 52–53 for a discussion of the Authority Personnel Committee’s unwritten policy
of pausing recording during a CEO evaluation.

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(c) The Authority does not publish any reports or other materials provided to Commissioners
in conjunction with meetings.

(d) The Authority does publish minutes of each meeting, but they are limited to a cursory
statement of the subject and the vote taken by the Commissioners, without providing any
description of the deliberation upon which the vote was based.

15. In order to better understand the factual circumstances underlying the charges set forth in
this document, numerous public records requests were made to the Authority by members of City
staff.2 Additionally, a series of requests made by the City Attorney to the Authority’s general
counsel yielded the following responses, which are referenced throughout this document as a pri-
mary source of information about Authority affairs:

(a) Memorandum to the Mayor, care of the City Attorney, dated February 25, 2019 (the “Feb-
ruary 25 Memo”), along with certain responsive public records.

(b) Letter to the City Attorney dated March 6, 2019 (the “March 6 Letter”), along with certain
responsive public records.

(c) Letter to the City Attorney dated March 22, 2019 (the “March 22 Letter”), along with
certain responsive public records.

Failure to File Annual Report

16. The first violation asserted by the Mayor concerns the failure of certain Commissioners to
ensure that the Authority complies with Florida Statutes section 421.22, which reads as follows:

At least once a year, an authority shall file with the clerk a report of
its activities for the preceding year, and shall make recommenda-
tions with reference to such additional legislation or other action as
it deems necessary in order to carry out the purposes of this chapter.

2
In the period leading up to the drafting of these charges, public records requests became the
exclusive avenue available to the City to obtain records of Authority meetings because, on April 4,
2019, the Authority took down the website on which it had customarily published public notices,
agendas, and meeting minutes. The stated purpose for this action was to give the Authority website
a “facelift.” But it is not clear why the existing website needed to be taken down in order to make
a new one. In any event, this action has deprived the City and members of the public from ready
access to agendas and minutes for the period of time related to the charges set forth in this docu-
ment.

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17. Pursuant to Florida Statutes section 421.03(5), the term “clerk” refers specifically to the
City Clerk of the City of St. Petersburg (the “City Clerk”) and is not a general reference to any
municipal officer, employee, or representative.

18. The importance of coordinating the Authority’s activities with local government is empha-
sized on pages 80–81 of the Commissioner Handbook, which contains the following statements:

(a) “Politically savvy boards of commissioners have learned that it pays to inform federal,
state, and local officials of authority actions. . . .”

(b) “Federal law—as well as common sense—encourages cooperation at the local level.”

(c) “Building strong relationships with other government officials is essential to the ongoing
vitality of agency programs. Although the local housing agency board operates inde-
pendently, it does not carry out its work in isolation—free of local zoning, code enforce-
ment, planning and environmental regulations, or the need to tap municipal services. Strong
relationships with other government offices can also be vital in obtaining funding for new
or improved public housing . . . .”

19. But despite the unambiguous, 82-year-old statutory requirement for the Authority to file
an annual report with the City Clerk and multiple statements in the Commissioner Handbook con-
cerning the importance of communication with local government, a search of the City Clerk’s
records confirmed that the Authority failed to submit the required annual report for years 1995
through 2018.

20. It follows that the Commissioners identified for removal failed for multiple years to take
actions necessary to cause the Authority to comply with the statutory reporting requirement set
forth in Florida Statutes section 421.22:

(a) The Authority failed to submit 2 annual reports (2017–2018) during the tenure of Sherman-
White, who was first appointed in 2017.

(b) The Authority failed to submit 10 annual reports (2009–2018) during the tenure of Davis,
who was first appointed in 2009.

(c) The Authority failed to submit 23 annual reports (1996–2018) during the tenure of Harvey,
who was first appointed in 1996.

21. The Authority does prepare a “PHA Plan” that is sent to HUD pursuant to a process estab-
lished by section 5A of the United States Housing Act of 1937 (42 U.S.C. § 1437 et seq.), and the
Authority has submitted a copy of that PHA Plan to the City’s Housing Department for years 2015,

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2016, 2017, and 2019 (but not 2018). But this PHA Plan fails to fulfill the reporting requirement
in Florida Statutes section 421.22 for the following reasons:

(a) The scope of the PHA Plan is the upcoming year—not “the preceding year.”

(b) The PHA Plan is addressed to HUD and lacks “recommendations [to the City] with refer-
ence to such additional legislation or other action as [the Authority] deems necessary in
order to carry out the purposes of [the Housing Authorities Law].”

(c) The PHA Plan has been submitted to the City’s Housing Department, rather than the City
Clerk.

Sherman-White’s Attendance Issues

22. Because Florida’s Sunshine Law requires that all discussion, deliberation, and action of the
Board take place at a publicly noticed meeting, a Commissioner who misses a Board meeting—in
whole or in part—is unable to fully participate in the work of the Authority. Attendance at Board
meetings is, therefore, a crucial component to fulfilling the duties of a Commissioner.

23. Sherman-White was appointed to serve as a Commissioner by the Mayor with the expec-
tation that she would fully participate in activities of the Board through consistent and timely at-
tendance at meetings. Unfortunately, she has failed to meet that expectation.

24. The importance of meeting attendance is reflected in Bylaws article III, section 5 which
states that “Board members are generally expected to attend all meetings of the Board” (emphasis
added). This section also identifies two patterns of “excessive absences” that would ordinarily
warrant a Commissioner’s removal from office. In full, this section of the Bylaws reads as follows:

Board members are generally expected to attend all meetings of the

Board and excessive absences will be cause for recommendation for
removal of the Board member from the Board, as provided in Chap-
ter 421, Laws of the State of Florida. “Excessive absences” which
ordinarily will subject a Board member to recommendation for re-
moval are herein defined as:

A. Absence from any three (3) consecutive regular meetings of

the Board, or

B. Absences from more than forty percent (40%) of the regular

meetings of the Board during the course of a year.

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 However, for good cause shown, such as major illness or other exi-
gent circumstances this requirement may be waived or modified by
majority vote of the Board.

25. A compilation of attendance records from meeting minutes published by the Authority for
calendar year 2018 shows that Sherman-White did not come close to fulfilling the expectation of
attending all Board meetings:

Date Meeting Type Attendance

01/25/18 Regular Absent
02/22/18 Annual + Regular Late
03/22/18 Regular Absent (“Excused”)
04/26/18 Regular Present
05/03/18 Special Call Absent
05/24/18 Regular Present
06/28/18 Regular Present
07/31/18 Special Call Present
08/23/18 Regular Present
09/20/18 Regular Absent
10/03/18 Special Call Absent
10/24/18 Regular Absent
11/15/18 Regular Late

26. The March 22, 2018 meeting minutes indicate that Sherman-White was “excused” from
that meeting, as indicated in the chart above. But the Bylaws’ “excessive absence” provision
quoted above makes no allowance for “excused” absences and states that missing 40% of meetings
in a single year justifies removal absent a majority vote to waive that provision.

27. Meeting minutes show that Sherman-White was absent from 40% of the regular Board
meetings held in 2018 (i.e., 4 of 10 meetings). These minutes do not show that any majority vote
of the Board was taken to waive the attendance requirement in Bylaws article III, section 5 with
respect to Sherman-White.

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28. Although Bylaws article III, section 5 explicitly describes two patterns of absence that
would “ordinarily” justify removal of a Commissioner, a review of Sherman-White’s attendance
at Board meetings in 2018 reveals a variety of additional patterns that are problematic:

(a) Looking at the regular meetings held during the year, Sherman-White was late or absent
60% of the time (i.e., 6 of 10 meetings).

(b) Adding in the three special call meetings held during the year, Sherman-White was late or
absent 61% of the time (i.e., 8 of 13 meetings).

(c) Sherman-White was late or absent from the first three meetings of the year and the last four
meetings of the year.

29. This pattern of absences and tardiness, when taken as a whole, regularly put the Board at
risk of not satisfying the quorum requirements of Florida Statutes section 421.05(2) and fell so far
short of what is generally expected of a Commissioner that it constitutes inefficient exercise of
that office.

Position of Authority Secretary / Executive Director, Generally

30. The next set of violations charged by the Mayor flow from certain Commissioners’ failure
to properly exercise their fiduciary duties related to oversight and management of the Authority’s
chief executive officer.

31. Florida Statutes section 421.05(2) authorizes the Authority to “employ a secretary, who
shall be the executive director” and requires the Board to “determine their qualifications, duties,
and compensation.”

32. This statutory authorization for a dual position of secretary / executive director (the
“CEO”) is reflected in Bylaws article II, section 4, which provides as follows:

The selection, compensation, and discharge of the Secretary shall be

determined by the Board, subject to any and all local laws and/or
regulations, any and all laws and/or regulations of the State of Flor-
ida, and any and all laws and/or regulations of the United States of
America, which are applicable thereto.

33. Florida Statutes section 421.05(2) provides the Commissioners with exclusive authority to
make employment-related decisions regarding the qualifications, duties, and compensation of the
CEO. Even so, a Commissioner’s failure to properly exercise that authority may justify removal
from office for inefficiency, neglect of duty, or misconduct pursuant to Florida Statutes sec-
tion 421.07.

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34. Removal of a Commissioner for inefficiency, neglect of duty, or misconduct does not in-
fringe upon the Commissioners’ statutory authority to make employment-related decisions or over-
ride any particular business judgment made with respect to an employment-related decision by the
Commissioners. Instead, such removal represents a legitimate exercise of the mechanism provided
by the Housing Authorities Law for addressing failures in how that authority was exercised and
how those business judgments were made.

Violation of HUD Income Restrictions at the Saratoga Apartments

Related to Hiring of Tony Love as CEO

35. The Authority’s current CEO is Tony Love (“Love”), who was hired in late 2015, pursuant
to a December 28, 2015 Employment Agreement By and Between the Housing Authority of the
City of St. Petersburg and Tony Love, Chief Executive Officer (the “2015 CEO Agreement”).

36. To assist Love with his relocation from Michigan to take the CEO position, section 5(g) of
the 2015 CEO Agreement provided that “[r]easonable residential rental costs will be paid by the
Authority for a period of up to 6 months from the beginning of the Agreement so long as said
expenses are submitted to the Authority for preapproval and fall within the Authority’s procure-
ment guidelines.”

37. But rather than following the process called for by the 2015 CEO Agreement of seeking
preapproval of a rental unit from the Authority and then applying for reimbursement of rental costs
for that unit, Love instead moved into a vacant unit at an Authority-owned apartment complex
known as the Saratoga Apartments.

38. Unfortunately, as stated in a March 25, 2019 letter from HUD to the Board, “[u]nder no
circumstances should Mr. Love have been permitted to reside at Saratoga Apartments.” This is
because, in conjunction with the Authority’s purchase and renovation of the Saratoga Apartments,
HUD had mandated that all 34 units at the complex be restricted for use as affordable housing for
households earning no more than 80% of the area median income. At the time Love moved into
the Saratoga Apartments, however, his annual salary of $140,000 was 422% of the eligible income
threshold in effect at that time.

39. In spite of the HUD-mandated income restriction that made Love ineligible to reside at the
Saratoga Apartments, the Board knowingly allowed Love to stay there rent-free for approximately
nine months, as evidenced by the fact that, on August 25, 2016, with Love still living at the Sara-
toga Apartments almost two full months after the “reimbursement” benefit was supposed to have
ended, the Board unanimously voted to retroactively amend the 2015 CEO Agreement to extend

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his “reasonable residential costs” benefit from six months to nine months.3 The minutes for this
meeting indicate that Davis and Harvey both voted to approve this extension.

40. Although the Saratoga Apartment in which Love resided was vacant at the time he moved
in, there is no reason to believe it would have stayed that way. According to a March 1, 2019 story
in the Tampa Bay Times, the Authority’s asset manager, Robin Adams, stated that vacant units at
Saratoga Apartments are typically advertised on Craigslist and filled within a month. Thus, Love’s
occupancy deprived a qualifying low-income household from the benefit of residing in an apart-
ment set aside by the Authority for that purpose.

41. The March 25, 2019 letter from HUD to the Board made clear that Commissioners are
ultimately responsible for preventing violations like this from occurring:

Being selected to serve on the Authority’s Board of Commissioners

is a high honor and privilege, but one that carries with it a serious
responsibility to serve the interests of the Authority and its residents,
as well as oversee the Authority’s operations. As fiduciaries of the
Authority’s resources, each Board member has the basic responsi-
bility of understanding the Authority’s mission and programs. . . .
Henceforth, in light of this and various other recent issues, [this
HUD office] will closely monitor the affairs of the Authority.

42. By allowing Love to stay in the Saratoga Apartments for a period of approximately nine
months in violation of the HUD-mandated income requirement, Davis and Harvey failed to
properly exercise their duty of oversight as follows:

(a) Davis and Harvey made inefficient use of Authority resources by preventing occupancy of
the Saratoga Apartments unit by a qualifying low-income household.

(b) Davis and Harvey neglected their duty to keep the Authority in compliance with the HUD-
mandated affordability requirement at the Saratoga Apartments.

(c) Davis and Harvey committed misconduct by violating the Authority’s Ethics Policy, which
states in article II, section 5 that “[n]o Commissioner . . . shall . . . permit the unauthorized
use of Authority-owned property.” Violation of this rule “shall be considered sufficient

3
It is worth noting that public records requests to the Authority for Love’s employment agreement
produced only the original 2015 Employment Agreement and a 2017 amendment. But it now ap-
pears that there was at least one amendment to the 2015 CEO Agreement that was made orally,
rather than documented in writing.

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 grounds for dismissal” according to Article II, section 2 of the policy. See Personnel Policy
10–11.

CEO Evaluation Process

43. As previously described in paragraphs 31–32, the Housing Authority Law and the Bylaws
empower Commissioners to make employment-related decisions regarding the qualifications, du-
ties, and compensation of the CEO. But as described in the following paragraphs, certain Com-
missioners failed to properly exercise their duties with respect to the evaluation of Love’s perfor-
mance as CEO during a series of meetings occurring during a period of time running from June
2017 through November 2017.

44. Throughout the Commissioner Handbook, Commissioners are reminded of how important
it is to provide adequate oversight and evaluation of a housing authority’s chief executive:

(a) “Commissioners should conduct regular performance evaluations of the executive direc-
tor. . . . Performance evaluations should be based on a written description of accountabil-
ity.” pp 31-32.

(b) All parties benefit . . . when procedures are in place for setting goals and assessing perfor-
mance. Regular appraisals allow commissioners to judge how well their policies are being
carried out and how effectively the authority is being administered.” p. 56.

(c) “The board should decide on procedures for measuring the executive director’s perfor-
mance against goals, as well as on the frequency of performance reviews.” p. 57.

(d) “Commissioners owe it to those they serve to be fully informed of the authority’s perfor-
mance and to act to correct management deficiencies that may be contributing to poor per-
formance [of the agency].” p. 65.

45. Bylaws article IV, section 2(B)(ii), establishes the “Personnel Committee” as a standing
committee responsible for conducting evaluations of the CEO and for making recommendations
to the Board concerning salary and benefits of Authority employees, including the CEO.

46. Key provisions of the 2015 CEO Agreement concerning the duties, evaluation, and com-
pensation of the CEO include the following:

(a) The powers and duties of the CEO “are outlined in the Bylaws of the Authority and as to
be determined by any laws, applicable HUD regulations, other federal and state laws or
regulations, the Job Description of the CEO . . . , and by the direction and decision of the
Board . . . .” § 1.

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(b) For each year after the initial year of the 2015 CEO Agreement, the Authority must adjust
the CEO’s compensation “on the basis of an annual Performance Appraisal of the CEO.
The CEO and the Personnel Committee . . . shall meet on at least an annual basis to deter-
mine the desired goals and objectives to be included in and evaluated by the Performance
Appraisal System, as determined by the Board.” § 3(a); see also § 3(c).

(c) “The Performance Appraisal shall be based upon a goal-setting process, which shall in-
clude a set of goals and/or objectives to be satisfactorily accomplished by the CEO.” § 3(b).

47. Although the Commissioner Handbook emphasizes the importance of having “procedures
. . . for setting goals and assessing performance” and the 2015 CEO Agreement calls for a “Per-
formance Appraisal System” (emphasis added), the Authority lacks a formalized set of procedures
for evaluating the CEO’s performance.

48. The only explicit CEO performance evaluations for 2016–2017 received in response to
public records requests4 are a pair of documents entitled “2016 Performance Evaluation Infor-
mation” and “2017 Performance Evaluation Information” (each a “CEO Task List”). Each CEO
Task List consists of a list of tasks completed by the Authority during the period, with each task
followed by a sentence confirming completion and a date of completion.

49. In response to a question from the City Attorney as to how the two CEO Task Lists were
prepared, the Authority’s general counsel stated that “[t]he CEO of the SPHA creates and keeps
up the tasks list and tracks progress based upon directions from the Board.” See March 6 Letter
§ 2, at 2–3.

Senior Staff Survey and Corrective Action

50. On June 21, 2017, the Personnel Committee held a meeting to discuss the CEO’s perfor-
mance for calendar year 2016. According to the minutes from this meeting, Davis and Harvey
were the only Commissioners present and were joined by several Authority staff members, includ-
ing Love.

51. The Authority’s usual practice for preparing meeting minutes is to include only the bare
minimum necessary to comply with the Sunshine Law. In accordance with that practice, the meet-
ing minutes for June 21, 2017, provide only that “[t]he committee discussed the CEO’s evalua-
tion.”

4
See paragraphs 60–61 for a discussion of evaluations from senior members of Authority staff
that are now missing from the Authority’s records.

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52. Although the Sunshine Law does not require meetings to be recorded, the Authority usually
records meetings of its Commissioners and presumably makes those recordings available in ac-
cordance with Florida law regarding public records. Although this practice requires the public to
make an explicit request to obtain the recording, a review of the audio recording makes it possible
for the public to determine what happened at meetings in spite of the brevity of the minutes.

53. But pursuant to an unwritten policy of the Personnel Committee, recording of Personnel
Committee meetings is paused during evaluations of the CEO “so as to promote a candid back and
forth conversation between the committee and the employee.” See March 6 Letter § 9, at 5. Pursu-
ant to this unwritten policy, Authority staff brings a recording device to the meeting, begins re-
cording the meeting, and then turns off the recording to accomplish a purpose antithetical to the
intent of the Sunshine Law.

54. Without detailed minutes or an audio recording to rely on, the following understanding of
key events related to the June 21, 2017 Personnel Committee meeting was pieced together based
on various public records and correspondence from the Authority’s general counsel:

(a) At some point prior to the meeting, eight members of the Authority’s senior staff responded
to six survey questions concerning Love’s performance as CEO, as observed or perceived
by the staff members (each a “Survey Response”). See Dauwer Report, as defined in par-
agraph 58.

(b) Prior to the meeting Davis and Harvey received the 2016 CEO Task List and the Survey
Responses. See March 6 Letter § 3, at 3; March 22 Letter §§ 3–4, at 3–4.

(c) At the meeting, “[t]he committee interviews the CEO, takes into account the overall health
of the organization, reviews tasks completed to date, the 2016 tasks list and took into con-
sideration other items such as the anonymous CEO evaluations from senior staff members.
As a result of this meeting, the Personnel Committee decided to require corrective action
by Mr. Love.” March 6 Letter § 3, at 3.

(d) “[A]s a direct consequence of the employee evaluations of the CEO, the Committee deter-
mined that the CEO needed to receive additional coaching regarding communication and
interaction with staff.” February 25 Memo at 2.

(e) The Personnel Committee elected to delay recommending an increase in CEO compensa-
tion to the Board pending the outcome of that coaching. See February 25 Memo at 2.

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 The Dauwer Report

55. In response to the Personnel Committee’s requirement that the CEO obtain professional
coaching as a corrective action, Love retained the services of Leo P. Dauwer (“Dauwer”), who is
described by the Authority’s general counsel as “a management consultant and expert in Housing
Authorities Operation and Management.” See March 6 Letter § 3, at 3.

56. According to an April 10, 2019 story by the Tampa Bay Times, Dauwer had previously
conducted the Authority’s search to find a replacement for Love’s predecessor, Darrell Irions.

57. Following an initial phone call between Love and Dauwer, the two met in person on Au-
gust 17, 2017. According to the Authority’s general counsel, the purpose of the meeting was “to
address issues regarding Mr. Love’s management style and demeanor.” See March 6 Letter § 3, at
3.

58. Following that in-person meeting, Dauwer prepared a “summary report” dated August 17,
2017 (the “Dauwer Report”) that (i) summarizes concerns expressed by senior staff in their Sur-
vey Responses; (ii) describes Dauwer’s coaching with respect to those staff concerns; and (iii) in-
cludes what appear to be several strikethroughs and responsive comments from Love.

59. The Dauwer Report states that the in-person meeting between Dauwer and Love took ap-
proximately five and a half hours and that the report was paid for by the Authority. Based on an
invoice from Dauwer that accompanied the March 6 Letter, the total cost to the Authority appears
to have been $3,650.

60. The introduction of the Dauwer Report states that “[s]everal issues were raised repeatedly
by two or more of the respondents.” Unfortunately, the full extent of these issues cannot be deter-
mined because the Survey Responses are now missing from the Authority’s records.5 See March 22
Letter § 3, at 2.

61. With the actual Survey Responses missing from the Authority’s records, evidence of the
concerns expressed in the Survey Responses is limited to (i) descriptions of and quotations from
the Survey Responses included in the Dauwer Report and (ii) stories published on February 22,
2019, and April 10, 2019, by the Tampa Bay Times, which has apparently obtained copies of two
Survey Responses from staff members who submitted them.

5
The Authority’s failure to retain the Survey Responses is a clear violation of Florida law regard-
ing public records but is not within the scope of these charges.

00445637 15 of 31
62. With respect to Love’s communication style, the Dauwer Report states that:

Mr. Love’s tendency to go beyond raising his voice to shouting at

the executive staff, and to screaming at them was described in the
Survey several times. . . . Mr. Love began to agree he “raised his
voice” and later to perhaps he shouted and ultimately agreed that on
occasion he may have screamed. . . . He indicated he would refrain
from shouting or screaming and that I would be allowed to check on
his progress in thirty days.

63. With respect to Love’s use of Authority employees for his personal benefit:

(a) The Tampa Bay Times reported that one of the Survey Responses revealed that Love “or-
dered three employees to spend more than three hours making ‘goody bags’ for his upcom-
ing fraternity golf event.”

(b) This reporting is corroborated by the Dauwer Report, which states that “[i]t is suggested
that the CEO separate his fraternity activities from SPHA and not extend invitations or ask
for fraternity work to be done at SPHA.”

(c) That text in the Dauwer Report was struck through, followed by a comment attributed to
Love that states: “[t]his only happened once.”

Davis and Harvey Fail to Adequately Investigate

Whether Corrective Action Had Corrective Effect

64. In response to requests from the City Attorney to provide all documents demonstrating
actions taken by the Personnel Committee in response to the Dauwer Report, the following state-
ments were made by the Authority’s general counsel:

(a) “Mr. Love . . . met with all of his senior staff to discuss better ways to communicate.”
February 25 Memo at 2; March 6 Letter § 3 at 3.

(b) “The Chair of the Personnel Committee [Harvey] spoke with Mr. Dauwer and the CEO
regarding the corrective action and confirmed that the CEO had meet [sic] with senior staff
to discuss concerns and better ways to communicate . . . .” March 22 Letter § 11, at 4.

65. Based on the lack of responsive documents and the statements of the Authority’s general
counsel quoted in the preceding paragraph, it appears that the only inquiry made by the Personnel
Committee as to whether the “corrective action” had any corrective effect was to confirm that Love
held some meetings on the topic.

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66. At its November 15, 2017 meeting, the Personnel Committee revisited the issue of CEO
compensation. The minutes indicate that three Commissioners were present at this meeting—Da-
vis, Harvey, and (now-former-Commissioner) Stewart Olson—along with several members of Au-
thority staff, including Love.

67. As before, the minutes for this Personnel Committee meeting state only that “[t]he com-
mittee discussed the CEO’s evaluation” and the recording was turned off during the CEO evalua-
tion pursuant to the unwritten Personnel Committee policy described in paragraphs 52–53.

68. So, as with the June 21, 2017 meeting of the Personnel Committee, the following under-
standing of what transpired at the November 15, 2017 Personnel Committee meeting has been
pieced together based on various public records and correspondence from the Authority’s general
counsel:

(a) “The results of the August 17, 2017, report [from Dauwer] were distributed and discussed
along with many other issues with the CEO during the November 15, 2017, personnel
committee meeting.” March 22 Letter § 9, at 4.

(b) “The Personnel Committee considered the training received by Mr. Love from Mr. Dauwer
along with the progress he had made regarding goals and objectives as completed by Mr.
Love for both the 2016 year and year to date of 2017. . . . Based upon the reports and
progress against prior issues raised at the meeting on June 21, 2017, the Committee voted
to approve a raise.” February 25 Memo at 2; March 6 Letter § 3 at 3.

(c) “The Personnel Committee recommended to the full Board to authorize the CEO to receive
a 7.142% increase retroactive to January 1, 2017, with fringe benefits being provided at
the renewal of the contract on January 1, 2018. In addition, a secondary CEO review will
be conducted in the first quarter of 2018.”6 Minutes.

6
Although it does not fall within the scope of the violations described in this document, it is worth
noting that the Personnel Committee failed to perform a “secondary CEO review . . . in the first
quarter of 2018” as stated here and subsequently approved by the Board. Instead, the Personnel
Committee waited until October 2018 before revisiting Love’s performance as CEO. March 22
Letter § 12, at 4–5.

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 Davis and Harvey Fail to Inform the Board of Material Information;
Sherman-White Fails to Consider Material Information

69. The following day, on November 16, 2017, the Personnel Committee’s recommendation
came before the full Board for approval.

70. According to the Authority’s general counsel, the main job responsibilities tool used when
evaluating the CEO is the job description attached to the 2015 CEO Agreement. See March 6 Letter
§ 1, at 2. Under the heading “Primary Responsibilities & Essential Functions,” this job description
includes the following group of duties:

Leadership, Management & Staff Development

 Ensure adherence to applicable federal and state employment

laws and regulations.

 Attract and retain high-performing staff, ensure top caliber sen-

ior leadership team.

 Demonstrate leadership and supervision to motivate staff in car-

rying out SPHA mission.

 Train, coach and develop staff to ensure full utilization of skills

and promotional opportunities.

71. The Commissioner Handbook states that “[w]ithout an effective executive director, an au-
thority cannot be successful,” and it goes on to list six important qualities to look for when hiring
an executive director. Of the six qualities listed, the first is “sensitivity to the needs of people” and
the last is “an understanding of human psychology.” See 55; 63–64.

72. Bylaws article IV, section 1 requires that recommendations to the Board by standing com-
mittee members be made “through written reports distributed prior to the meetings of the Authority
or, if necessary, through oral reports at meetings.”

73. Underlying this requirement to report recommendations to the Board is each Commis-
sioner’s fiduciary duty to disclose material facts and information, as described in paragraphs 7–8.

74. Considering that leadership, management, and staff development skills are explicit require-
ments in the CEO’s job description and that skills of that type are used by the Commissioner
Handbook to bookend the list of important qualities for an executive director, a written report of
Love’s performance as CEO should have addressed those skills in some way.

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75. But, despite the fact that Survey Results from senior staff accused the CEO of being ver-
bally abusive and using staff for his personal benefit; despite the fact that the Personnel Committee
delayed a vote on CEO compensation by five months so that the CEO could receive coaching;
despite the fact that $3,650 in Authority funds were used to pay for this coaching; despite the fact
that the CEO admitted, as part of this coaching, that he had, in fact, screamed at senior staff and
ordered multiple staff members to use Authority time for his personal benefit; despite the fact that
the Bylaws require that reports to the Board be made in writing unless otherwise necessary—
despite all of these factors, neither the Survey Responses, nor the Dauwer Report, nor any mention
of those documents was included in any written report submitted to the Board for review or con-
sideration. See March 6 Letter § 5, at 4; March 6 Letter attachment I; March 22 Letter §§ 7 & 10,
at 3 & 4.

76. Moreover, the Personnel Committee failed to provide the Board with any written evalua-
tion of Love’s leadership, management, and staff development skills in advance of the Novem-
ber 16, 2017 Board meeting—not even the CEO Task List that was apparently prepared by Love
himself. See March 22 Letter § 5, at 3; supra ¶ 49.

77. In response to a question from the City Attorney concerning the process used at the No-
vember 16, 2017 meeting, the Authority’s general counsel stated that “the Chairperson [of the
Personnel Committee] reports the recommendations to the full board at which point the floor is
open for discussion and/or questions. The board then votes.” March 22 Letter § 5, at 3.

78. But the recording of that portion of the November 16, 2017 Board meeting7 shows that, to
the extent any “oral report” was given concerning the Personnel Committee’s November 15, 2017
recommendation concerning CEO compensation, neither Harvey nor Davis used that opportunity
to fulfill their fiduciary duty to disclose material information concerning the Survey Results, the
Dauwer Report, or any other aspect of Love’s performance as CEO.

79. This failure to disclose material information to other members of the Board is significant,
because the fiduciary duty of due care obligates each Commissioner to consider all available ma-
terial information before making a decision on behalf of the Authority. But based on the lack of
any substantive written or oral report to the full Board by Davis or Harvey, it appears that the
majority of Commissioners never received material information that would be appropriate to con-
sider before making a decision on that recommendation.

7
Fortunately, the Authority has no policy (written or unwritten) that calls for the full Board’s
discussion of CEO compensation to be omitted from the public record.

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80. It appears that at least one Commissioner was concerned by the lack of information pro-
vided and brought that concern to the attention of other Commissioners, including Sherman-White.
But rather than insisting on a substantive oral report from Harvey, as chair of the Personnel Com-
mittee, or requesting that the vote be delayed so that a written report could be provided to the
Board, Commissioners acknowledged that material information was available and then voted to
approve a new CEO compensation package without obtaining or considering that information.
This is captured in the following exchange, which was transcribed from the audio recording of the
meeting:

Nesbitt: “We are voting on something we haven’t even seen.

[cross talk]

Nesbitt: I mean, that is your request, but I haven’t seen the actual
document that we can vote on. We haven’t actually seen his review;
so, how are we going to vote? I know it’s a recommendation coming
from you guys, but just in my prior experience, I like to see it first
before [I vote].”

Love (?): “We can write that up”

[Cross talk]

Nesbitt (?): “That doesn’t stop the vote.”

81. Following this exchange, the Board voted unanimously to approve the Personnel Commit-
tee’s recommendation concerning CEO compensation, with Davis, Harvey, and Sherman-White
voting in the affirmative.

82. In an interview summary attached to the March 6 Letter as exhibit C, the Authority’s gen-
eral counsel described Sherman-White’s participation in the vote as follows:

Commissioner Sherman-White was in an odd position as she be-

lieves the November 16, 2017, board meeting was her second or
third meeting as a Commissioner.8 She had, of course, read the pack-
ets and all materials provided to her regarding a Commissioners role
and what the SPHA does for the community, but had yet to even

8
Based on a review of meeting minutes, it appears that this was actually the fifth Board meeting
held during Sherman-White’s tenure as a Commissioner. But because she had been absent from
the preceding meeting, it was only the fourth she had attended.

00445637 20 of 31
 attend more formal training put on by an organization such as
NAHRO. She is candid that she would probably act a little differ-
ently now that she understands her role better, but that does not nec-
essarily mean she would change her vote. She was comfortable with
the recommendation of the Personnel Committee and the opinions
of more senior board members. She, also, pointed out that to her, the
Board needed to keep moving forward and trying to get Jordan Park
done and that Mr. Love was the main person working on the project.
They needed to focus on the big picture. She believed that they could
circle back as a board regarding Mr. Love as necessary and thus she
decided to vote yes as to the pay raise.

83. Pursuant to the Housing Authorities Law, each Commissioner is entitled to exercise inde-
pendent business judgment when making an employment-related decision related to the CEO. And
while business judgment might justify an informed decision to prioritize “big picture” concerns
regarding Jordan Park over more immediate concerns regarding the CEO’s performance, the fidu-
ciary duty of due care requires that a Commissioner take the time to consider those immediate
concerns before reaching such a decision. Contrary to the statement attributed above to Sherman-
White, the law provides no “circle back” exception to the fiduciary duty of due care that would
allow her to ignore the existence and availability of material information when making a decision
because it was possible to consider that material information at a later date.

84. Thus, as a result of Sherman-White’s failure to properly exercise the fiduciary duty of due
care, her decision to vote in favor of a new CEO compensation package on November 16, 2017,
failed to consider: (i) the Survey Responses that caused the Personnel Committee to delay a vote
on CEO compensation for five months so that corrective action could to be taken; (ii) the Dauwer
report, which confirmed that the CEO had screamed at senior staff and required them to do work
for his personal benefit on Authority time; or (iii) that the Personnel Committee took no significant
action to confirm that problems had been resolved beyond confirming that the CEO met with senior
staff to discuss the issues.

Violations of Sunshine Law and Quorum Requirements

at April 10, 2019 “Emergency” Meeting

85. The final violation addressed by these charges concerns failure to follow certain procedural
safeguards established for the Board by the Florida Statutes.

86. Pursuant to the Sunshine Law, any meeting of two or more Commissioners must be open
to the public and reasonable notice of the meeting must be given.

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87. The Sunshine Law does not explicitly define the term “reasonable notice,” but according
to guidance from the Attorney General’s Office, notice must be sufficient to allow the media and
the general public to attend the meeting. See AGOs 04-44, 80-78, 73-170. The Attorney General’s
Office has also provided the following specific guidelines for giving notice that complies with the
Sunshine Law:

1. The notice should contain the time and place of the meeting
and, if available, an agenda, or if no agenda is available, a statement
of the general subject matter to be considered.

2. The notice should be prominently displayed in the area in the

agency’s offices set aside for that purpose, e.g., for cities, in city
hall, and on the agency’s website, if there is one.

3. Except in the case of emergency or special meetings, notice

should be provided at least 7 days prior to the meeting. Emergency
sessions should be afforded the most appropriate and effective no-
tice under the circumstances.

4. Special meetings should have no less than 24 and preferably

at least 72 hours reasonable notice to the public.

5. The use of press releases, faxes, e-mails, and/or phone calls

to the local news media is highly effective in providing notice of
upcoming meetings.

Office of the Attorney General, Government in the Sunshine Manual p. 41 (2018 ed.) (internal
citations omitted).

88. Sunshine Law compliance was addressed throughout the Governance Presentation de-
scribed in paragraph 10, which was delivered at a meeting attended by Love, Harvey, and Sher-
man-White and that included the following statements:

(a) “The Board conducts business in meetings that are noticed and open to the Public as re-
quired by Florida’s Government in the Sunshine Laws.” Slide 4.

(b) “A Commissioner is one of seven individuals of the Board and although unpaid and un-
elected is subject to Government in the Sunshine Laws outlined in Chapter 286 of the Flor-
ida Statues [sic]. . . .” Slide 6.

(c) “All SPHA board meetings are subject to Florida’s Sunshine Laws. There can be no board
meeting without making all meetings: (1) open to the public; (2) with reasonable notice of

00445637 22 of 31
 such meeting being given; and (3) taking minutes of the meeting that are promptly rec-
orded. See section 286.011 of the Florida Statutes.” Slide 10.

(d) “[T]he Board is not in a position to hold an impromptu meeting of any kind to discuss
issues that could reasonably be expected to come before the Board for consideration.”
Slide 10.

(e) “Ignorance [of the Sunshine Law] by a Commissioner is no excuse . . . and can lead to a
civil fine as well as the costs of hiring an attorney for representation.” Slide 12.

(f) “Unplanned Board meetings of any nature must be coordinated and properly noticed in
compliance with Florida’s Sunshine Laws.” Slide 14.

(g) “Florida’s Sunshine Laws trump even the By-Laws.” Slide 19.

89. On April 9, 2019 at 7:14 pm, Love sent an email that read in its entirety:

To: Housing Commissioners,

Chairperson Harvey, upon advice of counsel has scheduled an

Emergency Meeting of the Housing Commissioners on Wednesday,
April 10, 2019 at 11:00 AM. The Emergency Meeting will be held
at 2001 Gandy Blvd. North St. Petersburg, FL. 33702.

Thxs.

90. This email was sent to the official Authority email address of five of the seven Commis-
sioners, including Davis, Harvey, and Sherman-White.

91. The two Commissioners who were not included as recipients on the email had been ap-
pointed by City Council on April 4, 2019, only a few days earlier.

92. At a subsequent meeting of the Board held on April 15, 2019, Love was asked to explain
why he failed to include new Commissioners on that email. In response, Love stated that he did
not send notice to the new Commissioners because he did not have any contact information for
them.9

9
Although it is unclear why Love did not even attempt to provide notice of the meeting to the two
new Commissioners (e.g., by asking a member of City staff to forward the email), that is outside
of the scope of these charges.

00445637 23 of 31
93. At the April 15, 2019 meeting. Love was also asked to explain how notice of the meeting
was provided to the public. In response, Love asserted that, pursuant to the Bylaws, public notice
was not required because it was an emergency meeting.

94. This assertion reflects a failure to understand the relationship between the Florida Statutes
and the Bylaws and ignores guidance from the Authority’s general counsel that “Florida’s Sun-
shine Laws trump even the By-Laws.” See supra ¶ 88(g).

95. In recognition of the varying circumstances that may surround any given meeting of a pub-
lic board, the Sunshine Law (and the associated guidelines from the Attorney General’s Office)
provide a great deal of flexibility as to how a meeting of a public board may be noticed. But at its
most basic level, the Sunshine Law was enacted to prevent a situation in which the only people
who know that members of a public board are meeting are members themselves. So, even if one
ignored the fact that Love’s email was sent only 17 hours before the meeting and contained no
explanation of the “emergency” that gave rise to the meeting, no reasonable interpretation of the
Sunshine Law would lead to the conclusion that adequate notice of the meeting was provided to
the public by an email sent only to Commissioners.

96. Given that notice of the April 10, 2019 meeting was sent to only five Commissioners, after
business hours, and only 17 hours in advance of the meeting, it is not surprising that only Harvey,
Sherman-White, and one other Commissioner appear to have attended that meeting.

97. Although the City has, for the past several months, sent a representative to observe each
meeting of the Board, the lack of any public notice of the April 10, 2019 meeting prevented a City
representative from attending that meeting. Additionally, although the City has made public rec-
ords requests for both the agenda and the minutes of the April 10, 2019 meeting, neither of those
documents have been provided by the Authority. As a result, the only insight into the purpose of
the April 10, 2019 meeting comes from discussion at the April 15, 2019 meeting (which was
properly noticed). This April 15, 2019 discussion made clear that the “emergency” giving rise to
the April 10, 2019 meeting was the possible removal of Davis, Harvey, and Sherman-White and
potential litigation against the City.

98. With respect to the minimum number of Commissioners required to conduct business of
the Authority, Florida Statutes section 421.05(2) provides that “[a] majority of the commissioners
shall constitute a quorum of the authority for the purpose of conducting its business and exercising
its powers and for all other purposes.”

00445637 24 of 31
99. With seven Commissioners on the Board as of April 10, 2019, this statutory provision re-
quires the presence of four Commissioners to conduct any business of the Authority.10 But despite
this unambiguous statutory requirement, the April 10, 2019 meeting took place with only three
Commissioners present.

100. Bylaws article III, section 4 states that “[u]pon advice of counsel and with consideration
given to the emergency at hand, notice and quorum may be waived for the Board to conduct busi-
ness.” But the Bylaws cannot trump the requirements of the Florida Statutes, which unambiguously
require the presence of four Commissioners to conduct business.

101. The procedural safeguards set forth in the Sunshine Law and the Housing Authorities Law
are intended to ensure that the Authority’s power is exercised in the public view and with more
than a mere handful of Commissioners present to make decisions on behalf of the Authority. Un-
fortunately, both of these procedural safeguards were ignored by Harvey and Sherman-White when
they chose to participate in the April 10, 2019 meeting.
Violation s

10
It is worth noting that the appointment of new Commissioners only days earlier does not affect
the result of this calculation. Florida Statutes section 421.05(1) states that “[a] commissioner shall
hold office until a successor has been appointed and has qualified.” So, regardless of when the new
appointments took effect, there was no gap between outgoing and incoming Commissioners, and
seven Commissioners held office at all times relevant to the April 10, 2019 meeting.

00445637 25 of 31
 COUNT ONE
FAILURE TO FILE ANNUAL REPORT

The Mayor charges:

102. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

103. During each year of their respective terms as Commissioners

(1) Delphinia N. Davis,

(2) Harry L. Harvey, and

(3) Ann Sherman-White

failed to take actions necessary to cause the Authority to comply with the statutory reporting re-
quirement set forth in Florida Statutes section 421.22.

104. This failure constitutes neglect of duty sufficient to justify removal from the office of Com-
missioner pursuant to Florida Statutes section 421.07.

00445637 26 of 31
 COUNT TWO
LACK OF REGULAR AND TIMELY ATTENDANCE AT BOARD MEETINGS

The Mayor further charges:

105. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

106. With respect to calendar year 2018, Commissioner

(3) Ann Sherman-White

was repeatedly absent from or late to meetings of the Board.

107. By failing to attend at least 40% of the regular Board meetings held in 2018, Sherman-
White failed to meet the standard for attendance explicitly stated in Bylaws article III, section 5.
And without any waiver of this requirement by a majority vote of the Board, these absences con-
stitute neglect of duty sufficient to justify removal from the office of Commissioner pursuant to
Florida Statutes section 421.07.

108. In the alternative, Sherman-White’s pattern of absences and tardiness in 2018 regularly put
the Board at risk of not satisfying the quorum requirements of Florida Statutes section 421.05(2)
and fell so far short of what is generally expected of a Commissioner that it constitutes inefficiency
sufficient to justify removal from office pursuant to Florida Statutes section 421.07.

00445637 27 of 31
 COUNT THREE
MISUSE OF AUTHORITY PROPERTY

The Mayor further charges:

109. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

110. In 2016, Commissioners

(1) Delphinia N. Davis and

(2) Harry L. Harvey

allowed Love to reside in a unit at the Saratoga Apartments for a period of approximately nine
months in violation of an income restriction imposed by HUD.

111. By so doing, Davis and Harvey (i) made inefficient use of Authority resources; (ii) ne-
glected the duty to keep the Authority in compliance with the HUD-mandated affordability re-
quirement; and (iii) neglected their duty by violating the Authority’s Ethics Policy. These reasons,
individually and collectively, justify removal from the office of Commissioner pursuant to Florida
Statutes section 421.07.

00445637 28 of 31
 COUNT FOUR
FAILURE TO PROVIDE MATERIAL FACTS AND INFORMATION
RELATED TO CEO EVALUATION

The Mayor further charges:

112. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

113. As members of the Personnel Committee, Commissioners

(1) Delphinia N. Davis and

(2) Harry L. Harvey

had a fiduciary duty to disclose material facts and information related to the Personnel Commit-
tee’s recommendation that came before the Board on November 16, 2017. But in spite of that
fiduciary duty, Davis and Harvey failed to provide the Board with material facts and information
concerning issues with the CEO’s leadership, management, and staff development skills through
any substantive written report or oral report—even after another Commissioner expressed concern
at the meeting regarding the lack of information provided.

114. This failure also violated an explicit requirement in the Bylaws to provide written docu-
mentation in support of the Personnel Committee’s recommendation unless otherwise necessary.

115. It is unclear what motivated Davis and Harvey to stay silent on these matters despite nu-
merous opportunities to provide fellow Commissioners with material facts and information to
which they were entitled. But in any event, that silence was a breach of fiduciary duty and a
violation of the Bylaws that constitutes inefficiency, neglect of duty, or misconduct sufficient to
justify removal from the office of Commissioner pursuant to Florida Statutes section 421.07.

00445637 29 of 31
 COUNT FIVE
FAILURE TO EXERCISE DUE CARE
RELATED TO CEO EVALUATION

The Mayor further charges:

116. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

117. As a Commissioner present at the Board meeting held on November 16, 2017,

(3) Anne Sherman-White

was obligated by the fiduciary duty of due care to consider all available material information before
making a decision on the recommendation of the Personnel Committee concerning CEO compen-
sation. But in spite of that obligation, Sherman-White voted to approve an increase in CEO com-
pensation even after discussion made clear that material information existed but had not been pro-
vided to the Board.

118. Sherman-White’s failure to exercise due care concerning a decision by the Board is a
breach of fiduciary duty that constitutes inefficiency or neglect of duty sufficient to justify removal
from the office of Commissioner pursuant to Florida Statutes section 421.07.

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 COUNT SIX
FAILURE TO ABIDE BY SUNSHINE LAW
AND QUORUM REQUIREMENTS

The Mayor further charges:

119. The Mayor re-alleges and incorporates by reference paragraphs 1–101 of this document.

120. On April 11, 2019, Commissioners

(2) Harry L. Harvey and

(3) Ann Sherman-White

participated in an “emergency” meeting of the Authority that failed to comply with both the public
notice requirements of Florida Statutes section 286.011 (the Sunshine Law) and the quorum re-
quirements of Florida Statutes section 421.05(2) (the Housing Authorities Law).

121. It is unclear what motivated Harvey and Sherman-White to ignore those statutory safe-
guards. But regardless of the motivation, this action constitutes neglect of duty or misconduct suf-
ficient to justify removal from the office of Commissioner pursuant to Florida Statutes sec-
tion 421.07.
Signature and Attestation

Pursuant to Florida Statutes section 421.07 and for the reasons set forth above, I hereby
remove Delphinia N. Davis, Harry L. Harvey, and Ann Sherman-White from the office of Com-
missioner of the Housing Authority of the City of St. Petersburg, Florida, subject to the concur-
rence of City Council.

Date: ____________________ By: ______________________________

Name: Rick Kriseman
Title: Mayor, City of St. Petersburg, Florida

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